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General Meeting

The general meeting is a company body representing the company's shareholders. Competences of the general meeting include resolving issues listed in PGE's articles of association, adopting resolutions on amendment of the articles of association, amendment of economic activities, mergers, transformations or de-mergers.

Detailed competences of the general meeting of PGE Polska Grupa Energetyczna S.A. include:

reviews and approves the report of the Management Board on the activities of the Company, financial statements and the consolidated financial statements for the past financial year,

grants approval of fulfilment of duties by the Members of the Supervisory Board and Members of the Management Board,

decisions on allocation of profit or coverage of loss;

appoints and recalls Members of the Supervisory Board and determines rules of remuneration for the Members of the Supervisory Board,

agrees on the acquisition and lease of the undertaking or its organised part and placing a limited material right thereon,

enters into credit, loan, sureties or similar agreements with a member of the Management Board, Supervisory Board, proxy, liquidator or in the name of any of such persons,

decisions regarding claims for repair of damage caused during founding of the company, management or supervision of the company,

mergers, transformations and de-mergers,

share cancellations,

amendments of the articles of association and changes in economic activities,

dissolution and liquidation of the Company.

The right to participate in the General Meeting is available only to persons who are shareholders of the Company sixteen days before the date of the General Meeting. Resolutions of the General Meeting are passed with the absolute majority of votes, subject to other provisions of the Code of Commercial Companies and the Company's articles of association. One share entitles to one vote at the General Meeting.

Subject to governing provisions of the law and the articles of association, voting is open. Secret voting is administered during appointments and motions for recalling or prosecuting members of Company’s authorities or liquidators, and during voting on personal matters.

Detailed rules for the General Meeting are specified in the Polish Commercial Companies Code and the Company's articles of association. Additional issues related to General Meetings are regulated by the General Meeting Rules.

The Company's articles of association and the General Meeting Rules are available at PGE's website.